Sec Form 4 Filing - Spartan Energy Partners LP @ CSI Compressco LP - 2024-04-01

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Spartan Energy Partners LP
2. Issuer Name and Ticker or Trading Symbol
CSI Compressco LP [ CCLP]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
1735 HUGHES LANDING BLVD., SUITE 200
3. Date of Earliest Transaction (MM/DD/YY)
04/01/2024
(Street)
THE WOODLANDS, TX77380
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Units Representing Limited Partner Interests 04/01/2024 D( 1 )( 2 ) 52,872,399 D 0 D
Common Units Representing Limited Partner Interests 04/01/2024 D( 1 )( 2 ) 10,952,478 D 0 I See footnote ( 3 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Spartan Energy Partners LP
1735 HUGHES LANDING BLVD.
SUITE 200
THE WOODLANDS, TX77380
X
Spartan Energy Partners GP LLC
1735 HUGHES LANDING BLVD., SUITE 200
THE WOODLANDS, TX77380
X
Spartan Energy Holdco LLC
1735 HUGHES LANDING BLVD., SUITE 200
THE WOODLANDS, TX77380
X
CSI Compressco GP Inc
1735 HUGHES LANDING BLVD., SUITE 200
THE WOODLANDS, TX77380
X
Signatures
SPARTAN ENERGY PARTNERS, LP, By: Spartan Energy Partners GP LLC, its general partner, By: /s/ Jonathan W. Byers, Name: Jonathan W. Byers, Title: Secretary 04/01/2024
Signature of Reporting Person Date
SPARTAN ENERGY PARTNERS GP LLC, By: /s/ Jonathan W. Byers, Name: Jonathan W. Byers, Title: Secretary 04/01/2024
Signature of Reporting Person Date
SPARTAN ENERGY HOLDCO LLC, By: Spartan Energy Partners LP, its sole member, By: Spartan Energy Partners GP LLC, its general partner, By: /s/ Jonathan W. Byers, Name: Jonathan W. Byers, Title: Secretary 04/01/2024
Signature of Reporting Person Date
CSI COMPRESSCO GP LLC, By: /s/ Jonathan W. Byers, Name: Jonathan W. Byers, Title: Chief Financial Officer 04/01/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This Form 4 reports securities disposed of in connection with the Agreement and Plan of Merger (the "Merger Agreement"), dated as of December 19, 2023, by and among CSI Compressco LP (the "Partnership"), CSI Compressco GP LLC, Kodiak Gas Services, Inc. ("Kodiak"), Kodiak Gas Services, LLC, Kick Stock Merger Sub, LLC, Kick GP Merger Sub, LLC, and Kick LP Merger Sub, LLC.
( 2 )On April 1, 2024, pursuant to the Merger Agreement, each common unit representing limited partner interests in the Partnership ("Partnership Common Units") beneficially owned by the Reporting Person was exchanged for 0.086 (the "Exchange Ratio") shares of Kodiak common stock, par value $0.01 ("Kodiak Common Stock"), with cash paid in lieu of the issuance of fractional shares.
( 3 )Compressco GP LLC ("Compressco GP") is the record holder of 10,952,478 Partnership Common Units. Spartan Energy Holdco LLC ("Spartan Holdco") is the sole member of Compressco GP. Spartan Energy Partners GP LLC ("Spartan GP") is the general partner of Spartan Energy Partners LP ("Spartan LP"), which is the sole member of Spartan Holdco. As a result, each of Spartan Holdco, Spartan GP and Spartan LP may be deemed to share beneficial ownership of the Partnership Common Units held by Compressco GP, and Spartan GP may be deemed to share beneficial ownership of the Partnership Common Units held by Spartan LP.

Remarks:
The filing of this Form 4 constitutes an exit filing by the Reporting Person as former holders of more than 10% as a beneficial owner of the Issuer.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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